BDO DEUTSCHE WARENTREUHAND AG WIRTSCHAFTSPRÜFUNGSGESELLSCHAFT RANGE OF SERVICES. BDO Deutsche Warentreuhand AG Wirtschaftsprüfungsgesellschaft

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1 BDO DEUTSCHE WARENTREUHAND AG WIRTSCHAFTSPRÜFUNGSGESELLSCHAFT RANGE OF SERVICES BDO Deutsche Warentreuhand AG Wirtschaftsprüfungsgesellschaft

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3 BDO DEUTSCHE WARENTREUHAND AG YOUR PROFESSIONAL PARTNER FOR CORPORATE SUCCESS In our capacity as one of the leading company for audit and audit related services, tax and business law consulting as well as advisory services, we are a professional partner for the corporate success of our clients. We stand by our clients with almost 2,000 employees at 27 locations in Germany and offer superior auditing and consulting services that contribute to the optimization of your existing market position and competitive situation. Our company policy is based on partnership and geared to joint and ambitious goals. Thereby, a trusting and respectful dialogue forms the basis of our success. OUR PROMISE: RELIABLE AND PERSONAL SUPPORT We offer reliable figures and data, services and solutions. They help our clients to consider courses of action and to take measures that enable them to strengthen and expand their market position. Our clients irrespective of whether they are upper middle-class, family-owned or listed companies especially appreciate our personal attendance and reliability. Each one of our clients is assigned a fixed contact person, the Client Service Partner. He is responsible for the entire operational client support and coordinates on an interdisciplinary level the collaboration with our experts. 3

4 BDO DEUTSCHE WARENTREUHAND AG OUR MERITS: FIRST CHOICE ON LOCATION To us, working for our clients success means to identify changes early on and to accept challenges. We consistently align our day-to-day work with the demands of the market. We want to be our clients first choice when it comes to being a partner for corporate success and our tightly knit network of offices throughout Germany assures the necessary regional availability. OUR VALUES A company s long term success not only depends on its performance but is also characterized by its selfconception. This self-conception is reflected in values and principles that set the individual s thoughts and actions. As far as BDO Deutsche Warentreuhand is concerned, these values are continuity, reliability, passion and independence. They form the motor for top performances and the basis for our mutual success. GLOBALLY LINKED We are a founding member (1963) of BDO International, the only one of the globally operating accountancy groups with a European background. Our network of legally independent entities is active in 110 countries. 4

5 AUDIT AND AUDIT RELATED SERVICES AUDIT OF ANNUAL FINANCIAL STATEMENTS AND OTHER REPORTS Audit of annual and consolidated financial statements in accordance with HGB, IFRS and US-GAAP Auditory review of annual and interim financial statements Audit of the early risk warning system Audit of the dependency report Assessment of the management board s reporting to the supervisory board Audit in connection with IPOs Audit of spin-off/outsourcing balance sheets Audit of financial planning plausibility COMPANY TRANSACTION AUDITS Special audits in accordance with stock corporation law Formation audits Capital increase audits Audits regarding liquidation, settlement and insolvency proceedings Audits in accordance with transformation law (mergers, demergers, change of legal form) Audits of contributions in kind INTERNATIONAL ACCOUNTING Advice upon adopting IFRS and US GAAP for internal and external accounting Adjustment of IT systems in the scope of adopting IFRS/US-GAAP Conduct of individual workshops Support of auditing teams Training Continuous information regarding current developments 5

6 CONVERSION OF ACCOUNTING TO IFRS Support in the preparation of test financial statements and training of employees Conceptual design of financial accounting manuals OTHER AUDITS Management audit Credit checks Application of funds Audit of compliance with company performance criteria Audit in accordance with law on budgetary procedures (Haushaltsgrundsätzegesetz HGrG) Special audits in accordance with 44 KWG (Kreditwesengesetz German Banking Act) Audit in accordance with the Real Estate Agents and Commercial Contractors Act (Makler- und Bauträgerverordnung MABV) Price audits Audits in compliance with German Securities Deposit Act / Securities Trading Act (Depotgesetz / Wertpapierhandelsgesetz) SPECIAL TOPICS Corporate treasury and finance Erneuerbare-Energien-Gesetzes (EEG) Kraft-Wärme-Kopplungsgesetz (KWK-G) Stromnetzentgeltverordnung (StromNEV) Gasnetzentgeltverordnung (GasNEV) Anreizregulierungsverordnung (ARegV) 6

7 PRODUCTS AND SERVICES OF OUR CENTERS OF EXCELLENCE AUDIT AND AUDIT RELATED SERVICES COMPANY PENSION SCHEMES AND ACTUARIAL MATHEMATICS Preparation of actuarial experts reports in consideration of economic, risk-related and tax aspects Assessment of pension obligations in accordance with German commercial and tax law and international valuation standards (IAS, US-GAAP) Regarding the extent of other social security accruals (regarding obligations for early and partial retirement, anniversary bonuses etc) For pension and benevolent funds Assumption of pension administration Assessment of funding principles FORENSIC AND INTERNAL AUDIT Internal audit Internal audit quality check Examination and improvement of internal controls effectiveness (SOX 404) Risk analyses Indication systems (Ombudsman) Fraud awareness training Preparation of emergency planning Special forensic investigations IT AUDIT IT security IT governance Software certifications Performance of IT audits Data protection / GDPdU Outsourcing 7

8 TAX AND BUSINESS LAW CONSULTING DAY-TO-DAY TAX CONSULTING Preparation of tax returns Participation and support during tax field audits Preparation of advance rulings Representation in tax matters (fiscal authorities and fiscal courts) Financial and payroll accounting Preparation of annual financial statements Liquidity and profitability computations Controlling reports Cost accounting Accounting policy and analyses Preparation of and support in rating processes Law regarding fiscal offenses TAX PLANNING Company transactions Intercompany restructurings (both domestic and on an international level) Optimization of consolidated tax rate Planning, documentation and defending of transfer prices Relocation of functions Financing structuring PPPs support Due diligence investigations VAT optimization Advice on foreign trading law issues 8

9 BUSINESS LAW CONSULTING Advice on business reorganization Company acquisitions and disposals Contract structuring and attending negotiations Company formations and drafting of articles of association Business succession planning Reconstruction advice 9

10 PRODUCTS AND SERVICES OF OUR CENTERS OF EXCELLENCE TAX AND BUSINESS LAW CONSULTING INTERNATIONAL TAX LAW Intercompany tax optimization Foreign trading law Planning, defending and documentation of transfer prices International reorganizations Support in transnational choice of location and legal form/relocation of functions International secondments Transnational investments of private individuals REORGANIZATION AND TRANSACTION ADVICE Company mergers and strategic alliances Intercompany restructuring Change of legal form Acquisition and disposal of companies (M&A) Due diligence investigations (tax) Structuring of and attending contract negotiations Public private partnerships Advice on reconstruction and loss utilization 10

11 VAT Review of VAT business transactions (VAT Review) Employee VAT training (VAT workshop) Preparation of VAT manuals for business transactions (VAT manual) Telephone support (VAT hotline) Concepts for input VAT optimization (Input VAT optimization) Support in the event of special VAT field audits CUSTOMS DUTIES, EXCISE TAXES, FOREIGN TRADING LAW EU and other countries customs (e.g. classification, customs value, preferences, anti-dumping, customs process) Special consumption taxes (e.g. energy tax, spirits duties and electricity tax), VAT on imports Agricultural market policies (agricultural duties, export reimbursements, domestic market regulations) Foreign trading law regarding imports and exports (permits, embargos) WEALTH AND BUSINESS SUCCESSION PLANNING Advice on gifts, sale and inheritance Coaching Design and preparation of articles of association, deeds of covenant, wills, transfer contracts and expert opinions on tax matters In-court representation in tax matters Representation as executor and arbitrator 11

12 HEALTHCARE AND SOCIAL SERVICES Tax and legal optimization of corporate law structures Special calculations for tax purposes, e.g. fund application Doctors contract law Fee matters, reconciliation office procedure (hospital, old people s assistance, handicapped assistance) Collective labor law (TVöD, AVR, home tariffs, working time models) WAGE TAX Day-to-day advice in all payroll and social security matters Conducting legal appeals and lawsuits Support during wage tax field audits Preparation of experts opinions Advice on secondments abroad / to Germany Quick check wage tax INVESTMENT TAX Advising investment companies and operational investors on the basis of the Investment Tax Act Certifications regarding the tax transparency of domestic and foreign investment funds Tax structuring of funds Private investors advisory services IT support 12

13 MIDDLE CLASS CONSULTING Training with DATEV products Introduction and implementation of individual consultancy solutions Day-to-day advice and support regarding optimization and changes of processes under inclusion of the DATEV programs Introduction and implementation of solutions for financial and payroll matters in internationally operating companies RESTRUCTURING, REORGANIZATION AND INSOLVENCY Crisis cause analyses Preparation of a status of overindebtedness or a liquidity balance sheet Acquisition of companies from insolvency Preparation of tailored reorganization / restructuring concepts Support upon implementation of reorganization / restructuring measures 13

14 OUR RANGE OF SERVICES ADVISORY SERVICES VALUATION Company valuations Purchase price allocations Squeeze out advice and valuation Valuation of intangible assets Impairment tests Financial modeling Fairness opinions Strategic advice DUE DILIGENCE INVESTIGATIONS Due diligence investigations Financial Tax (in cooperation with our tax and business law department) Commercial Credit Vendor Technical / environmental (in cooperation with our technical and environmental advisory department) IPO (comfort letter, IFRS adoption) Post closing review MERGERS & ACQUISITIONS Acquisition and disposal of companies Experts opinions in the run-up phase Management buy-out/ management buy-in Funding advice Privatizations Succession advice 14

15 REAL ESTATE SERVICES Valuation of real estate and real estate portfolios Portfolio advice Transaction advice Technical due diligence investigations Legal due diligence (in cooperation with attorneys) Real estate due diligence investigations Preparation of fair market value experts reports Construction audits and special investigations BUSINESS VALUE MANAGEMENT Controlling, planning, reporting Strategy, restructuring Cost and profit optimization Process auditing, risk and compliance management IT performance and infrastructure Conceptual design / selection / implementation of information and steering systems CORPORATE RECOVERY Reorganization concepts / assessments Preparation of reorganization concepts Reorganization process support Corporate planning Insolvency advice Cash flow liquidity management Liquidity planning and management Reorganization audits Causation analyses 15

16 TECHNICAL AND ENVIRONMENTAL CONSULTING Technical audits Technical and environmental due diligence investigations Advice regarding KWKG, EEG, CO2-emissions trading Risks of contaminated sites, land recycling Advice on operation of plants Profitability inspections, feasibility studies 16

17 BDO DEUTSCHE WARENTREUHAND AG SECTORS & COUNTRIES SECTORS Automotive industry Banks and Financial services Energy supply and disposal Healthcare and social services Trade and consumables Mechanical engineering Media and telecommunication Public administration and communities Real estate Technology Transport and logistics Insurances COUNTRIES China Desk Russia USA etc. 17

18 BDO DEUTSCHE WARENTREUHAND AG INTERNATIONAL NETWORK MEMBER FIRMS IN THE FOLLOWING COUNTRIES Algeria Angola Argentina Australia Austria Bahamas Bahrain Belgium Bolivia Botswana Brazil British Virgin Islands Bulgaria Canada Cape Verde Cayman Islands Chile China Colombia Comoros Cyprus Czech Republic Denmark Dominican Republic Ecuador Egypt El Salvador Estonia Fiji Finland France Germany Gibraltar Greece Guatemala Guernsey Hong Kong Hungary India Indonesia Ireland Isle of Man Israel Italy Jamaica Japan Jersey Jordan Kazakhstan Korea Kuwait Latvia Lebanon Liechtenstein Lithuania Luxembourg Madagascar Malaysia Malta Mauritius Mexico Morocco Mozambique Namibia Netherlands Netherlands Antilles New Zealand Nigeria Norway Oman Pakistan Panama Paraguay Peru Philippines Poland Portugal Qatar Reunion Island Romania Russia Saudi Arabia Senegal Serbia Seychelles Singapore Slovak Republic Slovenia South Africa Spain Sri Lanka Suriname Sweden Switzerland Taiwan Thailand Tunisia Trinidad & Tobago Turkey Turkmenistan U.S.A. Ukraine United Arab Emirates United Kingdom Uruguay Vanuatu Venezuela Vietnam Zambia Zimbabwe BDO International is a worldwide network of public accounting firms, called BDO Member Firms, serving international clients. BDO Member Firms are separate from one another and independent legal entities in their own countries. Internal agreements and rules as well as publications and other BDO International pronouncements do not constitute the formation of an international legal entity, nor are they relevant for justifying the liability of BDO Member Firms for the behaviour or errors of other BDO Member Firms. 18

19 BDO DEUTSCHE WARENTREUHAND AG NATIONAL NETWORK LOCATIONS IN GERMANY Berlin Bielefeld Bonn Bremen Bremerhaven Cologne Dortmund Dresden Dusseldorf Elmshorn Erfurt Essen Flensburg Frankfurt Freiburg Hamburg Hanover Kassel Kiel Koblenz Leipzig Lubeck Magdeburg Munich Rostock Stuttgart/Leonberg Wiesbaden CONTACT We would be pleased to advise you on who to contact. However, you can also directly approach any office via (e.g. INTERNATIONAL CONTACT The BDO International head office will also be pleased to assist you in finding international contacts: BDO Global Coordination B.V. Boulevard de la Woluwe 60 B-1200 Brüssel Belgien Phone / Fax / bdoglobal@bdoglobal.com BDO Deutsche Warentreuhand Aktiengesellschaft Wirtschaftsprüfungsgesellschaft Registered office of the company: Hamburg Hamburg District Court HRB 1981 Chairman of the Supervisory Board: Friedrich J. Ziegler Members of the Executive Board: Christian Dyckerhoff (Spokesman), Werner Jacob, Dr. Holger Otte, Dr. Arno Probst, Uwe Rittmann, Michael Rohardt, Roland Schulz, Klaus Schumacher, Deputy Member: Frank Biermann, Klaus Eckmann, Kai Niclas Rauscher 19

20 BDO Deutsche Warentreuhand AG Wirtschaftsprüfungsgesellschaft Ferdinandstraße Hamburg Phone 040 / Fax 040 / BDO Deutsche Warentreuhand AG Wirtschaftsprüfungsgesellschaft